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DIRECTORS’ REPORT
MTQ Corporat ion Limi ted Annual Repor t 2012/13 30
OPTIONS TO ACQUIRE SHARES IN THE COMPANY (CONT’D)
In respect of any person who is a Director or employee of the Company or its subsidiaries, and who is also a
controlling shareholder of the Company,
- associates (as defined in the Listing Manual of the SGX-ST) of the controlling shareholders shall not be eligible
to participate in the Scheme;
- the total number of ordinary shares in respect of which options may be granted to such controlling
shareholders shall not exceed twenty-five per cent (25%) of the Maximum Limit; and
- the total number of ordinary shares in respect of which options may be granted to each of such controlling
shareholders shall not exceed ten per cent (10%) of the Maximum Limit.
Controlling shareholders shall not participate in the Scheme unless their participation and the actual number of
ordinary shares and terms of any options to be granted to each of them have been approved by the independent
shareholders in general meeting in separate resolutions.
(iii) Grant of Options
Options under the Scheme may be granted at any time during the period when the Scheme is in force, except that
in the event that an announcement on any matter of an exceptional nature involving unpublished price sensitive
information is made, options may be granted only on or after the second Market Day (as defined in the Listing Manual
of SGX-ST) after the day on which such announcement is released. In addition, no options may be granted during any
other period specified by the Directors to be a period in which officers of the Company must not deal in securities of
the Company.
(iv) Exercise Period
Subject to the other rules of the Scheme, an option granted can be exercised by the option holder at any time
during a period commencing on the first anniversary from the date of grant or such later date at the discretion of the
Remuneration Committee, and expiring on the day immediately preceding:
- the tenth anniversary of the date of grant in the case of executive directors and employees of the Company or
its subsidiaries; or
- the fifth anniversary of the date of grant in the case of all other participants.
An option granted with subscription price fixed at a discount to the Market Price (as defined below) can only be
exercised after the second anniversary of the date of grant.
(v) Subscription Price
The subscription price for each share that is exercisable, shall be equal to the average of the last dealt prices
(rounded up to the nearest cent) of the shares of the Company on the SGX-ST for the three consecutive Market Days
immediately preceding the date of grant (“Market Price”) of such option, provided that at the absolute discretion of the
Remuneration Committee, the subscription price may be fixed at the time of grant of options at no less than eighty per
cent (80%) of the Market Price.
(c) Only one of the controlling shareholders, namely, Mr. Kuah Kok Kim, has been approved to participate in the Scheme.